See You in Your Dreams
by lindafishes8
Summary: Written for the Halloween Challenge on LJ. MLaw requested a really scary story involving the boys and this friendly fellow. Be Careful What You Wish For... WARNING: Implied character death.


It wasn't a widely known fact that Napoleon Solo hated clowns.

He hated them, despised them and feared them.

As a child, he suffered recurring nightmares of being chased by a clown. "Night terrors," the doctor had called them. Over time, the bad dreams simply went away, but the pathological fear of them remained.

He kept that bit of personal information to himself.

After all, how would it look if word got out that the Chief Enforcement Agent of the internationally renowned U.N.C.L.E. organization and one half of their top team had an irrational fear of clowns? He'd become a laughingstock among his peers and his enemies would use this juicy tidbit to their advantage. Solo kept his deep, dark secret from everyone, including his partner. While he was certain his trusted friend, Illya Kuryakin wouldn't laugh at him, but he wasn't altogether sure Illya would understand either. Hell, _he_ didn't understand it himself.

Coulrophobia, it was called, the morbid fear of clowns.

The subject of clowns never came up in casual conversation between the two agents, but one autumn evening when a clown appeared at his apartment door, Napoleon's secret was no longer safe.

It was a dark and stormy Friday evening. It also happened to be Halloween...

"You forgot to stop at Chung Wah's and pick up dinner," Napoleon groused as he handed his partner a glass of ice cold vodka. He'd just arrived at Solo's apartment.

"I never forget anything," Illya answered in his matter-of-fact voice after tossing back the drink. "Chung's is closed due to a fire."

From a bowl of treats setting on a side table near the door, Illya grabbed a handful of candy bars for the trick-or-treaters (two small ghosts and one taller one) who had followed him off the elevator, 'booing' him the entire way. He placed one chocolate bar in each of their pillowcases, hoping there'd be plenty left over for him by the end of the night. The spooks floated down the hall to the next apartment.

"Was anyone hurt? How bad was it?"

Illya shrugged as he reset the security system. "It was a kitchen fire, no one was injured and the damage wasn't too bad, but they'll be closed for a few weeks. The proprietor gave me a menu for another Chinese restaurant he recommends. I thought you'd like to look it over."

Menu selections were made and their order phoned in to be delivered. They chatted about work and weekend plans and about how Solo's date had canceled at the last minute, but he'd be going out with Marian, the vivacious, Irish redhead from translations, tomorrow night.

Kuryakin had enjoyed his date with her weeks ago. _I was first for a change._ He smiled smugly to himself.

Half an hour later there was a knock at the door and Illya, ever cautious, peered through the peephole. He motioned Napoleon over and whispered, "Take a look at this."

Solo stepped up to the door. On the other side stood a rather impressive-looking clown. Blood-red lips were painted on a snow white greasepaint covered face with a bulbous red nose and a bright orange fuzzy wig. Dark lines were drawn for eyebrows. He wore a yellow coverall with blue sleeves and a huge ruffled collar. The clown waved his gloved hand and winked at the peephole before pounding more forcefully on the door this time. "Chinese food," he yelled in a gruff voice, obviously an adult male. Napoleon eyes widened and he backed away.

Illya cautiously opened the door, his hand gripped the U.N.C.L.E. special in its

holster, concealed by his jacket. "Aren't you a little old-?"

The clown held up a hand, "I know, I know... boss made all of us dress up in costumes tonight. That'll be five-fifty."

Solo stood out of the clowns' line of vision, weapon drawn in his trembling hand. A frisson of fear traveled down his spine, unhinging him. Illya didn't seem to notice as he paid the man, took the bag of cartons and offered a candy bar as a tip.

The Russian watched him clomp away in his comically large shoes. He set about securing the door before turning to gaze aghast at the wide-eyed terror on his friend's colorless face.

"Put the gun away. He was only a delivery man… what is it, Napoleon?" Kuryakin took hold of the trembling man's shoulders.

"I… I can't breathe," Solo stammered, sweat starting to roll off his face, "and I think I'm going to be sick." He swayed and was quickly steadied by his friend who steered him to the nearest chair. Illya grabbed a wastebasket from the kitchen and placed it close by.

"You know the drill, head between your knees." Illya knew panic when he saw it. He had to pry the gun from Napoleon's vise-like grip.

Solo did as instructed.

"Slow deep breaths, that's right."

Illya stood, arms crossed, silently watching over his friend. Once color had returned to his cheeks and he resumed a normal breathing pattern, Illya asked, "Better?"

"Yes."

"Care to talk about it?"

"Not really, no. Grab my scotch, will you?"

Illya retrieved his own drink as well.

"Sip it slowly, it may not go down so well right now."

"As soon as my hands stop shaking, I'll switch to tea," Napoleon promised, but polished off his drink in one swallow. He smiled weakly up at Kuryakin. "Let it go, okay?"

The blond simply nodded and shrugged his shoulders.

"Let me grab a quick shower; maybe I can wash off some the adrenaline. Go ahead and eat; I'll be out in a few."

But Illya was too concerned for the moment. In all the years they'd worked together, he'd never seen such an expression on Napoleon's face as he'd seen tonight. It had confused and unsettled him to see his friend that way. He busied himself with setting out plates and utensils. Surely Solo's appetite would return before the food grew much colder.

He was right. Napoleon appeared more relaxed after freshening up and they divvied up their Chinese fare and sat in silence at the kitchen table. Illya dug in while Napoleon merely pushed the food around his plate. He was visibly startled every time another trick-or-treater rapped on the door, but once dinner was over he was back to his usual relaxed self. They retired to the living room with fresh drinks in hand.

"Mmmm. Chocolate goes well with vodka." Illya grinned after helping himself to a Hershey bar. It was after ten and that meant no more kids in costumes begging for treats. He plopped down on the sofa.

"With you, everything goes well with vodka. Don't over-do it; remember what happened last year?" the senior agent warned as he settled into his over-stuffed lounge chair and propped his feet up on the leather ottoman. Several uneasy minutes passed between them as Illya patiently waited for the confession he knew would be forthcoming.

With a heavy sigh, Napoleon finally shared the burden he'd been carrying alone for so many years. Illya listened and nodded, until he was done.

"Why haven't you told me any of this before?" Illya asked quietly when he was certain the CEA was finished.

"Clowns are hardly a topic for idle conversation, are they? And how could I bring up the subject? 'Hey Illya, pass the ketchup and oh, by the way, clowns scare the living crap out of me.' It never came up."

"I suppose that's true."

"I was… I _am_ ashamed," Napoleon paused. "I can stand my ground when up against THRUSH's worst megalomaniac, maintain my composure under torture with the best of them, but a clown knocks on my door and I turn to jelly."

"There is no need for embarrassment, my friend. Have you forgotten I am plagued with a phobia of my own?"

"Yes, but _your_ fear of dogs is rational, based on the actual event of being chased by a pack of dogs when you were a boy. You don't allow it to _paralyze_ you. _My_ fear is entirely unfounded."

Illya wasn't the prying type and respected personal boundaries. Neither was he judgmental; he simply listened. Solo slowly unwound, the alcohol helped, but by sharing his shame, a real burden had been lifted from his soul. He felt ten pounds lighter. Little did he know all this was about to change.

A few scotch and vodkas later, each man was quietly dozing when a booming, ground-shaking blast blew the solid steel door off its hinges and sent it flying into the apartment. The room was thrust into sudden darkness as dust and debris rained down on every surface.

The lounge chair in which he was resting a moment before had been flipped on its side by the force of the explosion, spilling Solo onto the floor.

The first thing Napoleon thought was _they must have used a pound of C-4!_ His second thought was _where is Illya?_

His ears were ringing and once the choking dust and smoke which fogged his vision began to settle, diffuse light from the outer hallway spilled into the room. Blood from a large cut trickled down the right side of his face and he ignored it. Heart pounding, he could just make out the forms of three uninvited guests.

His hand automatically reached for his holstered weapon and not finding it, he remembered that Illya had placed it within easy reach on the coffee table. Said coffee table was nowhere to be seen. He scanned the floor wildly for Kuryakin and his gun. The heavy door and most of its frame, lay smoldering on top of the sofa which had been knocked several feet back from its original position. Solo did not spot his partner.

A bullet whizzed past an ear, reminding him, not so subtly, to duck. Luckily, the chair was between him and the intruders. As Napoleon scrambled to gain better cover behind it, his knee nudged a familiar object. He snatched it up and fired two shots in rapid succession in the general direction of the intruders. There was a loud gasp followed by a thump. _One down!_

A spray of return gunfire shattered what was left of the breakables and took out the windows on the far wall. As the shooter paused (to reload?), Solo rose up on one knee and sent a bullet into the center his chest, killing him instantly.

 _At least one more to go._

He half rose behind the upholstered chair and peered around the room, listening intently. There were no sounds at all and that worried him. _Illya must be badly hurt._

There was a sudden blur of movement to his left; Napoleon swung around to fire again and froze.

It was the clown.

The very same clown that had delivered their Chinese food earlier, plodded in his over-

sized black shoes over to the charred door. It had landed squarely on the couch, _right on top of Illya?_ With ease he lifted and tossed it in the U.N.C.L.E. agent's direction as if it were made of cardboard instead of re-enforced steel. It missed him by mere inches which was a good thing as Solo's feet were rooted to the floor where he stood. He was gripped by the same paralyzing fear he'd experienced a few hours prior.

"Still a scared little boy, Na-po-le-on?" His voice deep and gruff. The costumed intruder grinned, displaying a mouthful of sharp pointed fang-like teeth. His eyes glowed red as they stared at him.

"What are you going to do with that toy, shoot me?" A pause and then "go ahead fancy pants, SHOOT," the voice boomed.

Solo's arms, legs, torso, every part of him shook in primal fear, like a coming of age tribesman in the jungle, facing his first lion. His heart felt as if it would beat out of his chest.

"You won't shoot me, you're too scared. Look at the brave and strong U.N.C.L.E. agent standing there, pissing himself." The clown rocked back on his heels and laughed; a loud, deep, evil maniacal laugh that came from his belly, just like the laugh Solo'd heard in his dreams so very long ago.

The room began to tilt and sway, and Napoleon tilted and swayed along with it. It was a struggle to keep his feet under him. Finally, he remembered to breathe.

The clown was moving again, towards the crumpled figure on the far end of the sofa.

 _Illya!_

He reached under Kuryakin and snatched up the unconscious body by the arms like he would a rag doll. He turned to face again Napoleon again. "Looky what we have here. Playmate of yours? Looks good enough to eat. Whaddaya say pansy boy? Wanna bite?"

 _Use your weapon!_ Solo's mind screamed. He was still grasping the gun, but his hand was trembling so badly he was afraid he'd shoot his partner. At that moment, Illya stirred and gasped, eyes wide in disbelief. He made attempts to punch at the white face but each time his fists connected, they had no effect. He kicked, pounded and thrashed trying to get away to no avail.

More than anything, Napoleon wanted to hurl himself at the beast, to pull Illya from his clutches. His legs simply wouldn't move. _You're a trained agent. Your partner is in danger. Get over this!_

"Here goes nuthin'." The monster's head tilted back, his mouth opened wide.

"Napoleon! Help me!" Illya shouted.

 _STOP!_ Solo stood frozen like a statue, petrified, as he watched Illya's pitiful attempts to keep that painted face and mouthful of yellowed fangs away.

The clown dropped his head suddenly and tore at the flesh of Kuryakin's throat. Illya's cry of pain abruptly changed to a sickening gurgle as his windpipe was severed. His life's-blood spewed from the wound in spurts. Mercifully, he went limp again and

as he was released, his body slumped to the floor, a gaping hole where his throat used to be.

Solo's eyes widened in disbelief as he stared, in horror, at the nightmarish scene before him.

"Noooooooooooo!" Napoleon found his voice at last, but it was too late.

Blood dripped off the once snow-white face and chin as the clown chewed. _Illya's blood!_

That did it. Napoleon sprang into action. "You bastard," he yelled as he charged at the clown, bowling both of them over.

Wrestling on the floor with his adversary, Napoleon knew he couldn't win. This creature had the strength of five men. He smashed the clown's face with his gun but it didn't even phase him. Something clicked in Napoleon's brain. _Use your weapon!_ At this close range, he couldn't miss. In the scuffle he managed to shove the gun into the bloody mouth and pull the trigger. He heard and felt the gun fire.

Nothing happened.

He fired again and again. Bullets had been discharged but did no damage. The clown was unstoppable. Solo's gun was wrenched from his grip and tossed away.

"You can't kill me, you little prick." He was laughing again as if lightly amused.

With an amazing show of strength, he shoved Napoleon off of him and Solo found himself flying through the air to land on the hard, tiled kitchen floor, a bone jarring landing. Dazed, he pushed himself up to a sitting position and as he did, his hand brushed against his butcher's block knife holder. It had fallen to the floor from the blast. He withdrew the largest one, a meat cleaver, and scrambled to his feet.

The clown was kneeling over the Russian, as if ready to take another bite.

Napoleon bolted after the clown again, skidding to a stop beside him. He raised the cleaver over his head and brought it down with as much force as he could muster, severing the head from the brightly costumed body. The decapitated head rolled several feet away after hitting the floor and the body fell on top of his friend. Solo heaved, pulled, and finally pushed the lifeless torso out of the way, kicking it for good measure

He sunk to his knees in the pool of blood surrounding Illya's body and carefully slid his arms under him, gently lifting him into his lap. Fumbling for a pulse in a brief moment of hope, he found none.

He clutched the Russian's body to his chest. "Jesus Illya, I'm so sorry. I was afraid," he said around the lump in his throat. Tears flowed and he did nothing to stop them. "I'm sorry _tovarisch_ ," he sobbed, his words full of anguish.

"Boo hoo."

Solo started at the sound. He looked around the room.

"You will never be rid of me. See you in your dreams, Na-po-le-on!"

His gaze came to rest on the severed head, it's red glowing eyes glared at him, it's lips were moving.

"Hey, I'm talkin' to you."

 _What the f***?_

The brunette found his voice. "All right you bastard, I'll play along. What the hell do you want?" He was certain he was hallucinating and frankly didn't care. His best friend was dead and he'd done nothing to stop it. Nothing else mattered. His grip on Illya tightened.

"Napoleon."

Solo's voice turned to ice. "Leave me alone. Haven't you done enough?"

"Napoleon!"

"What do you want?" he shouted.

"NAPOLEON, WAKE UP!"

Someone was shaking him and he reached up to put a stop to it. A face was hovering just out of arm's reach. Gradually the face came into focus. Blond hair, blue eyes...

"Illya, it's you!"

"Of course it's me. Who did you think it was? The Great Pumpkin?"

Solo straightened up and looked around. Everything was in its proper place, the door to the outside hallway was still on its hinges, the windows were undamaged and there was no blood on the carpet or his hands.

And Illya was alive.

"You're not dead!"

"Bloody brilliant. You are a master of stating the obvious, my friend." Illya sat down on the ottoman with a sigh. "You were yelling in your sleep."

"I had a horrible nightmare, _tovarisch._ You had your throat ripped out."

Illya's fingertips examined his neck. "No, everything seems to be intact." His eyes softened. "It was a bad one, I take it?"

"The worst. Ah...Illya?"

" _Da?"_

"I think perhaps it's time I had a talk with Doctor Bates." He rose from the chair.

He offered Kuryakin an arm up and he took it.

"Head of Psychiatry?"

"Yeah, and after tonight, I think I'm ready."

"He does seem to be the least annoying of all the shrinks U.N.C.L.E. has on staff. Why now, may I ask, the bad dream?" Kuryakin queried.

Napoleon sighed. "Because decapitation has a way of banishing monsters, and I think I'm halfway there. I just need to finish the job."

Illya, puzzled by that statement, nodded his approval and hid any reservations he may have had. Both agents disliked talking with psychiatrists, not because they didn't find the sessions helpful, it was the feeling of vulnerability that went along with being on the hot seat that was "the couch."

"Go on, Charlie Brown, time for you to get to bed. Breakfast at my place on Sunday?"

"Sure, I'll let you know how it went with Marian." Napoleon was beginning to regret inviting Illya over to watch the Peanut's Halloween Special on television last week.

"Have a pleasant date." _But she won't enjoy it, you're not her type._ Kuryakin chuckled to himself as he was leaving the apartment.

"If I'm Charlie Brown, that makes you Snoopy," Solo called after him and shut the door before Illya could give a snarky retort.

Napoleon scanned his living room one last time before heading to bed. This was one Halloween he would not soon forget.


End file.
